SHIVAM AUTOTECH LIMITED — Proxy Solicitation & Information Statement 2023

Jul 27, 2023

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27[th] July,2023

The National Stock Exchange of India The BSE Limited Listing & Compliance Department Listing & Compliance Department “Exchange Plaza” Bandra Kurla Complex, Phiroje Jeejeebhoy Towers Bandra East, Dalal Street Fort Mumbai – 400 051 Mumbai – 400 001 (Scrip Code – SHIVAMAUTO) (Scrip Code – 532776)

Sub: Intimation under Regulation 30 of the Securities and Exchange Board of India (Listing “ ” - Obligations and Disclosure Requirements) Regulations, 2015 ( SEBI Listing Regulations ) Corrigendum to Notice of Postal Ballot

The Company had issued Notice dated 10[th] July, 2023 seeking approval of members for certain agenda items through postal ballot process. The Postal Ballot Notice has already been circulated to all the Shareholders of the Company in due compliance with the provisions of the Companies Act, 2013 read with rules made thereunder and applicable provisions of SEBI regulations.

This corrigendum is being issued to inform the members that the Company had inadvertently contained inaccuracies under Item No. 4 of the explanatory statement in relation to disclosures under Rule 13 of the Companies (Share Capital and Debentures) Rules, 2014 and Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018. The Company is therefore amending the Postal Ballot Notice to the extent mentioned in this Corrigendum. All other contents/information mentioned in the Postal Ballot Notice shall remain unchanged. The Postal Ballot Notice should be read in continuation of and in conjunction with this corrigendum.

A copy of the Corrigendum is enclosed herewith for your reference and records.

Request you to disseminate the said information on your website.

Thanking you,

Yours faithfully,

For Shivam Autotech Limited

Preeti Digitally signed by Preeti Sharma Sharma Date: 2023.07.27 20:31:14 +05'30' Preeti Sharma Company Secretary & Compliance Officer M. No. 32847

SHIVAM AUTOTECH LIMITED www. shivamautotech.com CIN: L34300HR2005PLC081531

Registered Office: 10, 1[st] Floor, Emaar Digital Greens, Tower A, Sector 61, Golf Course Extension Road, Gurugram, Haryana-122102

Tel: 0124-4698700 Fax: 0124-4698798

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CORRIGNEDUM TO NOTICE OF POSTAL BALLOT OF SHIVAM AUTOTECH LIMITED ISSUED TO THE SHAREHOLDERS ON JULY 10, 2023

Dear Members

27.07.2023

Sub: Corrigendum to the Postal Ballot Notice

This is with reference to the Notice of Postal Ballot issued to the members of SHIVAM AUTOTECH LIMITED (“Company”) on July 10, 2023 and ongoing e-voting available from Tuesday, July 11, 2023 at 9:00 a.m. to Wednesday, August 9, 2023 at 5:00 p.m.

This corrigendum is being issued to inform the members that the Company had inadvertently contained inaccuracies under Item No. 4 of the explanatory statement in relation to disclosures under Rule 13 of the Companies (Share Capital and Debentures) Rules, 2014 and Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018. The Company is therefore amending the Postal Ballot Notice to the extent mentioned in this Corrigendum.

In this regard, please note the following amendments to the Postal Ballot Notice:

Sr No	Particulars		Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice	Amendments to the Postal Ballot Notice
	Objects of the preferential issue		The proceeds from the issuance of the OCDs shall be used by the Company towards repayment of certain existing borrowings of the Company, to fund workingcapital of the Company,or capital expenditure of the Company.
	2Intent of the promoters, directors or key managerial personnel of the issuer to subscribe to the offer		There is no intention of the Directors or Key Managerial Personnel of the Issuer to subscribe to the offer as no OCDs are being offered to them.
	3Shareholding pattern*					Pre-Issue		Post- Issue
			S. No.		Categories	No. of Shares	% Share- holding	No. of Shares	% Share- holding
			A		Promoter Holding
			i		Dayanand Munjal Investments Pvt Ltd	9,14,17,272	74.80	9,14,17,272	69.52
					Total Promoter Holding	9,14,17,272	74.80	9,14,17,272	69.52
			B		Public Holding
					Institutions
			i		Mutual Funds	17,500	0.01	17,500	0.01
			ii		Banks & FI	3,000	0.00	3,000	0.00

SHIVAM AUTOTECH LIMITED www. shivamautotech.com

CIN: L34300HR2005PLC081531

Registered Office: 10, 1[st] Floor, Emaar Digital Greens, Tower A, Sector 61, Golf Course Extension Road, Gurugram, Haryana122102

Tel: 0124-4698700 Fax: 0124-4698798

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			iii		Qualified Instituitonal Buyer	-	-	92,72,997	7.06
					Sub Total	20,500	0.02	92,93,497	7.07
					Non Institutions
			i		Individuals
					Individuals holding nominal sharecapital upto Rs. 2 Lacs	2,40,60,050	19.69	2,40,60,050	18.30
					Individuals holding nominal sharecapital in excess of Rs. 2 Lacs	34,07,221	2.79	34,07,221	2.59
			ii		Others:
					a. Other Corporate Bodies	7,41,995	0.61	7,41,995	0.56
					b. NRI	23,01,138	1.88	23,01,138	1.75
					d. Trusts	4,000	0.00	4,000	0.00
					e. Govt - IEPF Suspense Account	2,70,046	0.22	2,70,046	0.21
					Sub Total	3,07,84,450	25.19	3,07,84,450	23.41
					Total Public Holding	3,08,04,950	25.20	4,00,77,947	30.48
					**Grand Total **	12,22,22,222	100.00	13,14,95,219	100.00
	4Identity of the natural persons who are the ultimate beneficial owners of the shares proposed to be allotted and/or who ultimately control the proposed allottee		India Credit Opportunities Fund II, a category II alternate investment fund, with its investment manager being Modulus Alternatives Investment Managers Limited (formerly known as Centrum Alternative Investment Managers Limited is Category II Alternative Investment Fund, not having any ultimate beneficial owner.
	5The current and proposed status of the allottee(s) post the preferential issues namely, promoter or non-promoter		India Credit Opportunities Fund II, is a Category II Alternate Investment Fund, with its investment manager being Modulus Alternatives Investment Managers Limited (formerly known as Centrum Alternative Investment Managers Limited), belongs to non-promoter.

SHIVAM AUTOTECH LIMITED www. shivamautotech.com CIN: L34300HR2005PLC081531

Registered Office: 10, 1[st] Floor, Emaar Digital Greens, Tower A, Sector 61, Golf Course Extension Road, Gurugram, Haryana122102

Tel: 0124-4698700 Fax: 0124-4698798

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6The pricing calculation The price for conversion of OCDs into Equity Share of the Company has been in the Valuation. determined by pricing certificate issued by Mr. Chandan Bhatia, Chartered Accountants in accordance with the provisions of SEBI (ICDR) Regulations, 2018. The Investor(s) shall be entitled to require the Company to convert the OCDs held by such Investor(s) into fully paid-up equity shares of the Company (which shall rank pari-passu in all respects with the existing equity shares of the Company) at a conversion price of Rs.26.96/- (Rupees Twenty-Six and Nine Six Paisa) per share. 7Contribution being No contribution made by the promoters or directors either as part of offer or made by the promoters separately in furtherance of objects or directors either as part of the offer or separately in furtherance of objects The change in Control, There will be no change in control in the Company that would occur consequent if any, to the preferential offer. in the company that would occur consequent to the preferential offer 9The number of persons There was no allotment of shares made on preferential basis to any person during to whom allotment on the year. Preferential basis have already been made during the year, in terms of number of securities as well as price Disclosures specified None of the promoters or directors is a wilful defaulter, therefore disclosures in Schedule VI of required in terms of Chapter V of the Securities and Exchange Board of India Securities and (Issue of Capital and Disclosure Requirements) Regulations, 2018 are not Exchange Board of applicable. India (Issue of Capital and Disclosure Requirements) Regulations, 2018, if the issuer or any of its promoters or directors is a wilful defaulter

• *The shareholding post conversion of the OCDs is calculated assuming and factoring only the face value of the OCDs i.e. INR 25 Crore. This is subject to change basis the amount of any accrued interest, premium etc. payable on the OCDs along with the outstanding principal amount of the OCDs at the time when the conversion right is exercised by the Investor(s).

SHIVAM AUTOTECH LIMITED www. shivamautotech.com CIN: L34300HR2005PLC081531

Registered Office: 10, 1[st] Floor, Emaar Digital Greens, Tower A, Sector 61, Golf Course Extension Road, Gurugram, Haryana122102

Tel: 0124-4698700 Fax: 0124-4698798

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All other contents/information mentioned in the Postal Ballot Notice shall remain unchanged. The Postal Ballot Notice should be read in continuation of and in conjunction with this corrigendum. Original Postal Ballot Notice was published in newspaper ‘Business Standard’ National Daily Newspaper in English and ‘Business Standard’ Regional Daily newspaper in Hindi on Tuesday July 11, 2023.

Please refer link for the e-voting: www.cdslindia.com

This corrigendum has been sent to all the shareholders of the Company and to BSE Limited and NSE Limited. The corrigendum is also placed on the website of the Company www.shivamautotech.com and will also be published in the Newspaper Business Standards in English Language and Hindi Language.

For Shivam Autotech Limited

Preeti Digitally signed by Preeti Sharma Sharma Date: 2023.07.27 17:19:27 +05'30' Preeti Sharma Company Secretary M. No. A32847

SHIVAM AUTOTECH LIMITED www. shivamautotech.com CIN: L34300HR2005PLC081531

Registered Office: 10, 1[st] Floor, Emaar Digital Greens, Tower A, Sector 61, Golf Course Extension Road, Gurugram, Haryana122102

Tel: 0124-4698700 Fax: 0124-4698798